As well as dealing with remuneration matters for listed companies (background here), the Corporations Amendment (Improving Accountability on Director and Executive Remuneration) Bill 2011 will, if passed, introduce a new “no vacancy” rule which will affect this year’s election of directors for all public companies.
If the Bill is passed before 30 June and your Board hasn’t decided by 1 July on the number of vacancies to be filled at the next election of directors, any decision after that date to fill a number less than the maximum number specified in the company’s constitution at the annual election will require a General Meeting resolution agreeing to that decision.
The House of Representatives has already passed the Bill and it was introduced into the Senate on 14 June. It is expected that the Bill will pass without amendment and commence on 1 July 2011.